James H Simons Form 4 PMV Pharmaceuticals / Marilyn Simons ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Euclidean Capital LLC

(Last) (First) (Middle)

160 FIFTH AVE, 9TH FL

(Street)

NEW YORK NY 10010

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PMV Pharmaceuticals, Inc. [ PMVP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
Former 10% Owner

3. Date of Earliest Transaction (Month/Day/Year)
09/29/2020

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/29/2020		C		693,769	A	(1)	693,769	I	See footnote(2)(3)
Common Stock	09/29/2020		C		2,601,637	A	(1)	2,601,637	I	See footnote(3)(4)
Common Stock	09/29/2020		C		751,409	A	(1)	751,409	I	See footnote(3)(5)
Common Stock	09/29/2020		C		132,601	A	(1)	132,601	I	See footnote(3)(6)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series B Preferred Stock	(1)	09/29/2020		C			693,769	(1)	(1)	Common Stock	693,769	$0.00	0	I	See footnote(2)(3)
Series B Preferred Stock	(1)	09/29/2020		C			2,601,637	(1)	(1)	Common Stock	2,601,637	$0.00	0	I	See footnote(3)(4)
Series C Preferred Stock	(1)	09/29/2020		C			751,409	(1)	(1)	Common Stock	751,409	$0.00	0	I	See footnote(3)(5)
Series C Preferred Stock	(1)	09/29/2020		C			132,601	(1)	(1)	Common Stock	132,601	$0.00	0	I	See footnote(3)(6)

1. Name and Address of Reporting Person^*

Euclidean Capital LLC

(Last) (First) (Middle)

160 FIFTH AVE, 9TH FL

(Street)

NEW YORK NY 10010

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Greenland A LLC

(Last) (First) (Middle)

C/O EUCLIDEAN CAPITAL LLC

160 FIFTH AVE, 9TH FL

(Street)

NEW YORK NY 10010

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Greenland FP LLC

(Last) (First) (Middle)

C/O EUCLIDEAN CAPITAL LLC

160 FIFTH AVE, 9TH FL

(Street)

NEW YORK NY 10010

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Greenland NFP B Ltd.

(Last) (First) (Middle)

C/O EUCLIDEAN CAPITAL LLC

160 FIFTH AVE, 9TH FL

(Street)

NEW YORK NY 10010

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Greenland NFP LLC

(Last) (First) (Middle)

C/O EUCLIDEAN CAPITAL LLC

160 FIFTH AVE, 9TH FL

(Street)

NEW YORK NY 10010

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Simons Marilyn

(Last) (First) (Middle)

C/O EUCLIDEAN CAPITAL LLC

160 FIFTH AVE, 9TH FL

(Street)

NEW YORK NY 10010

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Chhabra Ashvin

(Last) (First) (Middle)

C/O EUCLIDEAN CAPITAL LLC

160 FIFTH AVE, 9TH FL

(Street)

NEW YORK NY 10010

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

SIMONS JAMES H

(Last) (First) (Middle)

C/O EUCLIDEAN CAPITAL LLC

160 FIFTH AVE, 9TH FL

(Street)

NEW YORK NY 10010

(City) (State) (Zip)

Explanation of Responses:

1. The shares of each of the Series B Preferred Stock and Series C Preferred Stock are convertible, and shall automatically convert into shares of Common Stock on a one to one basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and have no expiration date.

2. The shares are held of record by Greenland A LLC, which is managed by Euclidean Capital LLC ("Euclidean"). Marilyn Simons and James Simons are owners and managers of Euclidean, and Ashvin Chhabra is President, CIO and Manager of Euclidean.

3. Each of the Reporting Persons disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of the securities reported on this Form 3, except to the extent of any pecuniary interest therein.

4. The shares are held of record by Greenland NFP B Ltd., which is managed by Euclidean.

5. The shares are held of record by Greenland FP LLC, which is managed by Euclidean.

6. The shares are held of record by Greenland NFP LLC, which is managed by Euclidean.

Remarks:

	Euclidean Capital LLC, By: /s/ Joseph Cosmai, Manager	09/29/2020
	Greenland A LLC, By: /s/ Joseph Cosmai, Manager of Euclidean Capital LLC, its Manager	09/29/2020
	Greenland FP LLC, By: /s/ Joseph Cosmai, Manager of Euclidean Capital LLC, its Manager	09/29/2020
	Greenland NFP B Ltd., By: /s/ Joseph Cosmai, Manager of Euclidean Capital LLC, its Vice President	09/29/2020
	Greenland NFP LLC, By: /s/ Joseph Cosmai, Manager of Euclidean Capital LLC, its Manager	09/29/2020
	/s/ Marilyn Simons	09/29/2020
	/s/ Ashvin Chhabra	09/29/2020
	/s/ James Simons	09/29/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.